Core Scientific Shareholders Reject CoreWeave Merger Deal
The $9 billion acquisition is officially terminated as investors question the valuation amid ongoing data center construction delays.
Updated on Oct. 30, 2026 in Data Centers
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Core Scientific shareholders have rejected a $9 billion merger agreement with CoreWeave, effectively terminating the proposed deal. The vote follows a period of opposition from investors and institutional advisers who deemed the terms of the all-stock offer inadequate.
Why it matters
The collapsed merger highlights the intense valuation tensions between AI infrastructure providers and data center operators amid rising demand for compute capacity. It forces CoreWeave to navigate expansion challenges as it simultaneously manages project delays and downward adjustments to its revenue forecasts.
The deal offered shareholders 0.1235 shares of CoreWeave Class A stock per Core Scientific share, representing a 10% ownership stake in the combined entity. This proposal follows a previously rejected $1 billion cash offer from CoreWeave in June 2024.
The players
Core Scientific
A data center and infrastructure provider that manages 1.3 gigawatts of power capacity.
CoreWeave
A cloud infrastructure provider specializing in GPU-accelerated computing for AI workloads.
Two Seas Capital
An investment firm that publicly opposed the CoreWeave acquisition terms in August 2026.
Institutional Shareholder Services
An advisory firm that recommended investors vote against the proposed merger agreement.
The details
The rejected merger would have integrated Core Scientific, which operates 1.3 gigawatts of data center capacity, into CoreWeave's GPU-focused cloud infrastructure. The board and institutional investors argued the $9 billion valuation did not account for the firm's total infrastructure potential. Concurrently, CoreWeave disclosed delays in third-party data center construction that it had internally identified nine months prior, impacting its current operations.
Timeline
June 2024: CoreWeave made an initial $1 billion cash offer to acquire the company.
July 2026: Core Scientific and CoreWeave formally announced the merger agreement.
August 2026: Two Seas Capital publicly opposed the proposed transaction.
October 30, 2026: Shareholders voted to reject the merger and terminate the deal.
The Tech Race
This failed merger represents a tactical setback in the rapid consolidation of data center assets required for massive-scale AI clusters. It places CoreWeave at a crossroads as it attempts to maintain its compute growth trajectory despite newly disclosed construction delays.
CoreWeave has revised its full-year revenue guidance to a range of $5.05 billion to $5.15 billion following the deal collapse and construction issues. Investors and industry partners should monitor the company's progress on its existing 200-megawatt hosting agreements for signs of further project impacts.
The takeaway
The termination of this merger signals a cooling of high-valuation expectations for infrastructure providers as shareholders demand more concrete value realization. Stakeholders should track future quarterly earnings to see if CoreWeave’s revenue guidance adjustment remains sufficient given the ongoing data center delays.
Further reading
For broader trends in the industry, see our latest coverage on Data Centers.
Source note: This article includes information reported by Startup Fortune.
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